Corporate Governance Guidelines

Purpose

APH is a private, non-profit corporation chartered in Kentucky, which operates for public purposes with private, public and federal government support. As such, it shall provide the public with information about its mission, program activities, and finances. APH will also be accessible and responsive to members of the public who express interest in the affairs of the organization.

Authority

The Board of Trustees has the ultimate oversight authority for the American Printing House for the Blind and shall provide oversight of the company’s operations and its staff.

Responsibilities

The Board will engage in ongoing planning activities as necessary to determine the mission of APH, to define specific goals and objectives related to the mission, and to evaluate the success of APH’s programs toward achieving the mission.

The Board will establish policies for the effective management of APH, including financial and, where applicable, personnel policies.

The Board will hire the president, set the president’s compensation, and evaluate his/her performance.

The Board will periodically review the appropriateness of the overall salary structure of the organization.

When the Board votes on any issue, Board members shall make full disclosure to the Board of all facts and circumstances that may give rise to a conflict of interest. A Board member should not participate in a vote if there is, or appears to be, a conflict of interest.

Board members will serve without compensation; however, Board members may be reimbursed for expenses directly related to their Board service, such as travel, food, lodging, and telephone calls.

The Board is responsible for its own operations, including the education, training and development of Board members, and the selection of new Board members.

Written meeting minutes reflecting the actions of the Board, including reports of Board committees when acting in the place of the Board, will be maintained and distributed to Board members.